HealthFusion Customer Testimonial Release Agreement
Customer Testimonial Release Agreement
Last Modified: April 4, 2013
This Customer Testimonial Release Agreement (the “Agreement”) is entered into as of the date and year set forth upon submission of the online website form located at http://www.healthfusion.com/healthfusion-reviews hereof (the “Customer”), and HealthFusion, Inc., a Delaware corporation (the “Company”).
WHEREAS, the Customer is or has been a customer of the Company;
WHEREAS, the Customer made the following statement relating to the Company via the online website form submission located at http://www.healthfusion.com/healthfusion-reviews that was recorded in the Company’s databases with a time and date stamp (the “Testimonial”);
WHEREAS, the Company wishes to use the Testimonial in its marketing materials, and the Customer wishes to allow the Company to do so;
NOW, THEREFORE, the Customer, the Company, wishing to be legally bound hereby, hereby agree as follows:
Authorization and Release Information
1. The Customer understands that his/her Testimonial as outlined above made on behalf of the Company may be used in connection with publicizing and promoting the Company. The Customer authorizes the Company to use the Customer’s name, image, likeness, voice, brief biographical information, and the Testimonial as defined in this Agreement.
2. The Customer hereby irrevocably authorizes the Company to copy, exhibit, publish or distribute the Testimonial for purposes of publicizing the Company’s programs or for any other lawful purpose. The Testimonial may be used in printed publications, multimedia presentations, on websites or in any other distribution media. The Customer agrees that the Customer will make no monetary or other claim against the Company for the use of the Testimonial.
3. In addition, the Customer waives any right to inspect or approve the finished product, including written copy, wherein the Customer’s likeness or the Testimonial appears.
4. The Customer hereby holds harmless and releases the Company from all claims, demands and causes of action which the Customer, the Customer’s heirs, representatives, executors, administrators or any other persons acting on the Customer’s behalf or on behalf of the Customer’s estate have or may have by reason of this authorization.
5. Any controversy, claim or dispute arising out of or relating to this Agreement will be settled in the following order of preference: (a) by good faith negotiation between representatives of the parties who have authority to fully and finally resolve the dispute; (b) if necessary, by non-binding mediation at a location acceptable to the parties in San Diego County, California, using a neutral mediator. In any mediation, the parties will equally share the cost of the mediator and otherwise bear their own respective costs; or (c) as a last resort only, by binding arbitration in San Diego County, California. Such arbitration will be conducted in accordance with the then-prevailing commercial arbitration rules of the American Arbitration Association, with the following exceptions if in conflict: (a) one arbitrator will be chosen by the American Arbitration Association; (b) each party to the arbitration will pay one half of the expenses and fees of the arbitrator, together with other expenses of the arbitration incurred or approved by the arbitrator; and (c) arbitration may proceed in the absence of any party if written notice (pursuant to the Arbitrator’s rules and regulations) of the proceeding has been given to such party. The parties will abide by all decisions and awards rendered in such proceedings. Such decisions and awards rendered by the arbitrator will be final and conclusive and may be entered in any court having jurisdiction thereof as a basis of judgment and of the issuance of execution for its collection. All such controversies, claims or disputes will be settled in this manner in lieu of any action at law or equity, provided however, that nothing in this subsection will be construed as precluding bringing an action for injunctive relief or other equitable relief. The arbitrator will not have the right to award punitive damages or speculative damages to either party and will not have the power to amend this Agreement. IF FOR ANY REASON THIS ARBITRATION CLAUSE BECOMES INAPPLICABLE, THEN EACH PARTY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY AS TO ANY ISSUE RELATING HERETO IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER MATTER INVOLVING THE PARTIES HERETO. Each party will bear its own costs and attorney’s fees arising out of any dispute.
6. This Agreement contains the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior agreements and understandings, oral or written, between the parties with respect to the subject matter of this Agreement.
7. This Agreement will be governed by the laws of California without regard to conflicts of law principles. The parties to this Agreement hereby irrevocably consent to the jurisdiction of the state and federal courts located in San Diego County, California, in any action arising out of or relating to this Agreement and waive any other venue to which either party might be entitled. The parties further agree to accept and acknowledge service of any and all process which may be served in any suit, action or proceeding, and agree that service of process upon each other mailed by certified mail to each other’s address shall be deemed in every respect effective service of process in any such suit, action or proceeding.
8. This Agreement is executed voluntarily and without any duress or undue influence. The Customer acknowledges that he/she has read this Agreement and executed it with his/her full and free consent. No provision of this Agreement shall be construed against any party by virtue of the fact that such party or its counsel drafted such provision or the entirety of this Agreement.
9. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement will remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree will remain in full force and effect to the extent not held invalid or unenforceable.
10. This Agreement may be signed in counterparts, which together shall constitute one Agreement.
IN WITNESS WHEREOF, the parties hereto have hereunto set their hands, or caused their assent to the terms hereof to be manifested by their respective offices thereunto duly authorized upon Customer submission of the online website form located at http://www.healthfusion.com/healthfusion-reviews.
100 North Rios Avenue
Solana Beach, California 92075
By submitting a Testimonial, you are agreeing to these terms. Please note that these terms may change from time to time. We will not reduce your rights under these terms without your explicit consent, and we expect most such changes will be minor. Regardless, we will post any changes on this page. Each version of these terms will be identified at the top of the page by its effective date, and we will also keep prior versions of these terms in an archive for your review.
If you have any additional questions or concerns about these terms, please feel free to contact us any time through this website or at info@HealthFusion.com.